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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
FINET HOLDINGS CORPORATION
(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
(Title of Class of Securities)
317922300
(CUSIP Number)
Bruce G. Wilcox
Cumberland Associates LLC
1114 Avenue of the Americas
New York, New York 10036
(212) 536-9700
(Name, Address and Telephone Number
of Person Authorized to Receive Notices
and Communications)
January 16, 1998
(Date of Event which Requires Filing
of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
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SCHEDULE 13D
(Amendment No. 4)
CUSIP No. 317922300
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CUMBERLAND ASSOCIATES LLC
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
a[ ]
b[X]
3. SEC USE ONLY
4. SOURCE OF FUNDS*
WC,00
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
7. SOLE VOTING POWER
2,712,781
NUMBER OF 8. SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER
REPORTING
PERSON 2,712,781
WITH
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,712,781
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.1%
14. TYPE OF REPORTING PERSON*
OO, IA
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Item 1. Security and Issuer.
This Amendment No. 4, which is being filed pursuant to Rule 13d-2 of
the General Rules and Regulations under the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), amends and supplements the Schedule 13D, filed on
February 6, 1995, as amended and supplemented by Amendment No. 1, filed on March
21, 1995, as further amended and restated pursuant to Item 101(a)(2)(ii) of
Regulation S-T by Amendment No. 2, filed on November 13, 1995, and as further
amended and supplemented by Amendment No. 3, filed on May 1, 1997 (as amended,
the "Schedule 13D"), of Cumberland Associates LLC, a New York limited liability
company, and relates to the common stock, $.01 par value per share (the "Common
Stock" or the "Shares"), of Finet Holdings Corporation (the "Company"), which
has its principal executive offices at 3021 Citrus Circle, Walnut Creek,
California 94598. Unless otherwise indicated, all capitalized terms used herein
but not defined herein shall have the meanings ascribed to such terms in the
Schedule 13D.
Item 2. Identity and Background.
Item 2 of the Schedule 13D is hereby amended and restated in its
entirety to read as follows:
This statement is being filed by Cumberland Associates LLC. Cumberland
Associates LLC is a limited liability company organized under the laws of the
State of New York, and is engaged
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in the business of managing, on a discretionary basis, twelve securities
accounts, the principal one of which is Cumberland Partners. The address of the
principal business and office of Cumberland Associates LLC is 1114 Avenue of the
Americas, New York, New York 10036.
K. Tucker Andersen, Gary Tynes, Oscar S. Schafer, Bruce G. Wilcox,
Glenn Krevlin, Andrew Wallach and Eleanor Poppe are the members (the "Members")
of Cumberland Associates LLC. The business address of each of the Members is the
same as that of Cumberland Associates LLC. Each of the Members is a citizen of
the United States.
Neither Cumberland Associates LLC nor any of the Members have, during
the last five years, been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors), nor has any such person, during the last
five years, been a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction as a result of which any such person was or is
subject to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities laws
or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Schedule 13D is hereby amended and supplemented to read
as follows:
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As of the date hereof, Cumberland Associates LLC held and beneficially
owned 2,712,781(1) shares of Common Stock. The aggregate purchase price of the
Common Stock purchased by Cumberland Associates LLC on behalf of Cumberland
Partners, LongView Partners, LongView B, LongView C and the other managed
accounts was $1,819,925. Of this amount, Cumberland Associates LLC invested
approximately $874,550 on behalf of Cumberland Partners, $708,750 on behalf of
LongView Partners, $150,000 on behalf of LongView B and $86,625 on behalf of
LongView C. The source of funds for the purchase of all such Common Stock of
Cumberland Associates LLC was a combination of investment capital contributed by
Cumberland Partners, LongView Partners, LongView B and LongView C and margin
borrowings through the margin accounts of the account holders maintained with
Morgan Stanley & Co. Incorporated.
By virtue of Rule 13d-3 under the Exchange Act, each of the Members
may be deemed the beneficial owner of all of the Common Stock purchased by
Cumberland Associates LLC on behalf of Cumberland Partners, LongView Partners,
LongView B, LongView C and the other managed accounts, and therefore each Member
may be deemed to have invested the aggregate amount of funds noted
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(1) Includes warrants to acquire 262,281 Shares.
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above. None of the Members has independently invested any of his or her funds
for the purpose of purchasing the Common Stock.
Item 4. Purpose of Transaction.
Item 4 of the Schedule 13D is hereby amended and restated to read as
follows:
Cumberland Associates LLC has purchased, on behalf of its
discretionary accounts, the Common Stock in order to acquire an equity interest
in the Company. As of the date hereof, Cumberland Associates LLC is holding such
Common Stock solely for investment and it has no present plans or proposals with
respect to any material change in the Company's business or corporate structure
or, generally, any other action referred to in instructions (a) through (j) of
Item 4 of the form of Schedule 13D. Depending on market conditions and other
factors, Cumberland Associates LLC may continue purchases of Common Stock or may
sell or otherwise dispose of all or portions of such Common Stock, if such sales
and purchases would be desirable investments for the portfolios of its accounts.
Item 5. Interest in Securities of the Issuer.
Item 5 of the Schedule 13D is hereby amended and supplemented to read
as follows:
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As of the date hereof, Cumberland Associates LLC beneficially owned
2,712,781(2) shares of Common Stock representing 9.1%(3) of the Common Stock
deemed outstanding on the date hereof.
Set forth in Appendix A attached hereto and incorporated herein by
reference are descriptions of the transactions in the Common Stock effected by
Cumberland Associates LLC within the period beginning 60 days prior to January
16, 1998 and ending on the date of this filing.
In addition, each of the Members may, by virtue of his position as a
member of Cumberland Associates LLC, be deemed, pursuant to Rule 13d-3 under the
Act, to own beneficially the Common Stock of which Cumberland Associates LLC
would possess beneficial ownership. Other than in their respective capacities as
members of Cumberland Associates LLC and except as set forth above, none of the
Members is the beneficial owner of any Common Stock.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer.
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(2) There is sole voting power and sole power to dispose or to direct the
disposition of such Shares
(3) Based on 29,669,201 shares of Common Stock outstanding, as indicated
in the Company's Form 10-QSB for the quarterly period ended October
31, 1997, as filed with the Securities and Exchange Commission.
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Item 6 of the Schedule 13D is hereby amended and restated to read as
follows:
Pursuant to management agreements with all of its accounts except
Cumberland Partners, LongView Partners, LongView B and LongView C, Cumberland
Associates LLC receives (i) an annual management fee from some of its account
holders and (ii) an incentive fee from all of its account holders based, in the
case of some of the account holders, on the net appreciation during the
preceding fiscal or calendar year in the value of the securities in the account
and, in the case of other account holders, on the account's taxable income
during the preceding fiscal or calendar year. In the case of the accounts of
Cumberland Partners, LongView Partners, LongView B and LongView C, Cumberland
Associates LLC receives an annual management fee from each such account holders
which does not include an incentive fee.
Except as otherwise set forth in this statement, to the best knowledge
of the undersigned, there are no contracts, arrangements, understandings or
relationships (legal or otherwise) among or between the undersigned, the Members
and any other person with respect to any securities of the Company, including
but not limited to transfer or voting of any of the securities, finder's fees,
joint ventures, loan or option arrangements, puts or calls, guarantees of
profits, division of profits or loss, or the giving or withholding of proxies.
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After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: February 11, 1998
CUMBERLAND ASSOCIATES LLC
By: /s/ Bruce G. Wilcox
Bruce G. Wilcox
Member
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APPENDIX A
1. TRANSACTIONS EFFECTED BY CUMBERLAND ASSOCIATES LLC
DATE OF NO. OF UNITS NO. OF UNITS PRICE PER
TRANSACTION PURCHASED SOLD UNIT
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*1/16/98 202,000 $3 15/16
12/12/97 13,000 $5.2096
12/10/97 5,000 $5.575
12/9/97 3,000 $5.6375
12/8/97 4,000 $5.4422
12/3/97 10,000 $5.3062
12/2/97 5,000 $5.0938
12/1/97 7,500 $5.0583
11/28/97 4,000 $4.825
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* These Shares were acquired in a private transaction. Each of the other
transactions set forth in this Appendix was a regular way transaction.
